Thank you for using Pronto Home Delivery! These Terms of Service (“Terms”) govern your use of the Pronto Home Delivery services, including Pronto Home Delivery’s website, Pronto Home Delivery’s mobile applications, APIs, and any websites (or portions thereof) or mobile applications that are operated by Pronto Home Delivery (collectively, the “Services”), and are entered into by you, a Delaware corporation (“Pronto Home Delivery”). This Agreement applies to all visitors, users, and others who access the Services (each, hereafter, a “user”).
By using the Services, you agree to be bound by these Terms and acknowledge and agree to the collection, use and disclosure of your personal information in accordance with Pronto Home Delivery’s Privacy Policy.
SECTION 10 (“DISPUTES & ARBITRATION”) OF THESE TERMS (THE “ARBITRATION AGREEMENT”) PROVIDES THAT ANY CLAIMS THAT YOU AND PRONTO HOME DELIVERY HAVE AGAINST EACH OTHER, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED BEFORE THE EFFECTIVE DATE OF THESE TERMS, WILL, WITH LIMITED EXCEPTIONS, BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST PRONTO HOME DELIVERY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU ALSO WAIVE YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS. PLEASE SEE SECTION 10 FOR MORE INFORMATION REGARDING THIS ARBITRATION AGREEMENT, THE POSSIBLE EFFECTS OF THIS ARBITRATION AGREEMENT, AND HOW TO OPT OUT OF THE ARBITRATION AGREEMENT.
The Services comprise a technology platform that presents you with a store (Pro Shop) and a set of one or more retailer (each a “Retailer”) from which you can ask Pronto Home Delivery for pickup and delivery to your location. Unless otherwise specified, you acknowledge and agree that Pronto Home Delivery is acting as your agents in the ordering, pickup, packing, and/or delivery of goods purchased by you and the Retailer. You agree that Pronto Home Delivery will obtain a credit card authorization for your credit card on file with Pronto Home Delivery to cover the cost of the goods you have purchased and any separate Pronto Home Delivery fees, and your card will be charged for the goods purchased by you and any applicable fees, taxes and/or tips.
Pronto Home Delivery may change the fees it charges for the Services, including but not limited to delivery fees, service fees, alcohol service fees, and heavy order fees. Your card will be temporarily authorized for an amount greater than the total amount of the purchase appearing in the original check out. This higher authorized amount will be disclosed during the purchase process and is a temporary authorization charge on your order, to deal with situations where your total purchase amount turns out to be higher than the original amount due to special requests, added items, replacement items or weight adjustments.
You also acknowledge and agree that, except as expressly provided for otherwise in these Terms or a separate agreement between you and Pronto Home Delivery, Pronto Home Delivery does not form any employment or agency relationship with you.
Unless otherwise indicated, all prices and other amounts are in the currency of the jurisdiction where the delivery takes place.
Occasionally there may be information on the Services that contains typographical errors, inaccuracies, or omissions that may relate to pricing, product descriptions, promotional offers, and product availability. Pronto Home Delivery reserves the right to correct any errors, inaccuracies or omissions and to change or update information or refuse or cancel orders if any information on the Services is inaccurate at any time without prior notice (including after you have submitted your order and/or your credit card has been charged).
- Your Use of the Services
Pronto Home Delivery grants you a limited, non-exclusive, non-transferable, and revocable license to use the Services for their intended purposes subject to your compliance with these Terms and Pronto Home Delivery’s policies. You may not copy, modify, distribute, sell, or lease any part of the Services. Unless such restriction is prohibited by law or you have Pronto Home Delivery’s written permission, you may not reverse engineer or attempt to extract the source code of the Services. You may only access the Services through the interfaces that Pronto Home Delivery provides for that purpose (for example, you may not “scrape” the Services through automated means or “frame” any part of the Services), and you may not interfere or attempt to disrupt the Services.
Some parts of the Services may allow you to upload or submit content (such as text, images, video, recipes, lists, links, and other materials). You retain all rights in any content that you upload or submit, and are solely responsible for that content. You grant Pronto Home Delivery a non-exclusive, royalty-free, worldwide, transferable, sub-licenseable, perpetual license to use, store, publicly display, publicly perform, reproduce, modify, create derivative works from, and distribute any such content for the purposes of operating, providing, and improving the Services. Pronto Home Delivery may, in its sole discretion, remove or take down any content that you upload or submit to the Services for any reason, including violation of these Terms or any other policies.
You may have the option of accessing the Services through downloadable software and this software may update itself automatically on your device. Some software, or portions of software, in the Services may be governed by open source licenses. In that case, Pronto Home Delivery will make such licenses available to you and, in the case of conflict between such a license and these Terms, the open source license will control but only with respect to the software, or portion of the software, to which it applies.
If you are using Pronto Home Delivery Services for its intended purposes on behalf of a business or other entity, you represent and warrant that you have the necessary authority to bind that business or entity to these Terms and that you are agreeing to these Terms on behalf of that business or entity.
In order to use the Services, you may need to create a user account. You agree that you are responsible for all conduct and transactions that take place on or using your account and that you will take precautions to keep your password and other account information secure. You also agree that you will comply with all applicable laws when accessing or using the Services and you will respect those who you encounter in your use of the Services, including Third Party Providers and Pronto Home Delivery personnel, including individuals who support Pronto Home Delivery’s Help Center. Pronto Home Delivery reserves the right to decline orders, refuse partial or full delivery, terminate accounts, and/or cancel orders at any time in its sole discretion.
We’re constantly modifying and improving the Services. Pronto Home Delivery may introduce new features, change existing features, or remove features from the Services at any time and without notice. If you provide Pronto Home Delivery with any feedback on or comments regarding the Services, you grant Pronto Home Delivery the right to use such feedback or comments for any purpose without restriction or payment to you.
If you have any requests for order cancellations, refunds, or returns, please visit your account to initiate such requests or review our Help Center articles for our policies regarding the same.
- Pronto Home Delivery Communications
By creating a Pronto Home Delivery user account, you agree to accept and receive communications from Pronto Home Delivery or Third Party Providers, including via email, text message, calls, and push notifications to the cellular telephone number you provided to Pronto Home Delivery. You understand and agree that you may receive communications generated by automatic telephone dialing systems and/or which will deliver prerecorded messages sent by or on behalf of Pronto Home Delivery, its affiliated companies and/or Third Party Providers, including but not limited to communications concerning orders placed through your account on the Services. Message and data rates may apply. If you do not wish to receive promotional emails, text messages, or other communications, you may opt out of such communications at any time in Your Account Settings. You may also opt-out of receiving text messages from Pronto Home Delivery by replying “STOP” from the mobile device receiving the messages.
If you use the Services to order a prescription drug product (where available), you understand and agree that user inquiries must be conducted via telephone. You also understand and agree that a third party pharmacy and/or Pronto Home Delivery may send you unencrypted SMS messages, push notifications or other electronic notifications relating to prescription drug products that you order through the Services. There is some level of risk that information in such communications could be read by an unintended third party. By using the Services to order a prescription drug product, you explicitly disclaim any liability against Pronto Home Delivery, its affliated companies, and Third Party Providers for any harm or damage arising out of or in connection with any SMS messages, push notifications and/or other electronic notifications.
- Pronto Home Delivery Subscriptions
UNLESS YOU CANCEL, BY DEFAULT (AND WITH PRIOR NOTICE TO THE EXTENT REQUIRED BY APPLICABLE LAW), YOUR PRONTO HOME DELIVERY SUBSCRIPTIONS WILL AUTOMATICALLY RENEW, AND THE APPLICABLE FEE WILL BE AUTOMATICALLY CHARGED TO YOU AT THE TIME OF RENEWAL WITH AN ACTIVE CREDIT OR DEBIT CARD ON FILE IN YOUR ACCOUNT. The billing date will depend on the type of subscription that you choose when you sign-up for an Pronto Home Delivery (monthly or yearly) and will be charged on the billing date indicated on your “Your Account” page. In certain circumstances, your billing date may change. For instance, if we are unable to successfully charge your card for the Pronto Home Delivery subscription fee on a given day (e.g., a Federal holiday or technical failures). Pronto Home Delivery subscription fees are fully earned upon payment.
If your payment details change, your card provider may provide us with updated card details. We may use these new details or details from other cards on file in order to help prevent any interruption to your Pronto Home Delivery subscriptions. If you do not want to have your card automatically updated, you can opt out of these services by contacting your issuing bank. All billing information you provide to us must be truthful and accurate and you represent that you are authorized to use the card in the manner contemplated here. If the card you provided to us for payment is declined or if a payment was not successfully made by you, you remain responsible for any uncollected amounts. If a payment is not successfully made and you do not cancel your account, we may suspend your access to the Services, including without limitation your Pronto Home Delivery subscriptions, until we have successfully charged a valid credit or debit card.
If you do not want your subscriptions to automatically renew, you can cancel your Pronto Home Delivery subscriptions at any time on your “Your Account” page under the Subscriptions section. If you cancel at any time, you will not receive a refund, but you can continue to enjoy the benefits of your Pronto Home Delivery subscriptions through the end of your paid term.
From time to time, Pronto Home Delivery offers some users trial or other promotional subscriptions to Pronto Home Deliver. Such trial or promotional subscriptions are subject to these Terms except as otherwise stated in the promotional offer, including which users are eligible for the promotional subscriptions. Only one trial or promotional subscription is available per household and may not be combined with any other promotion. When the free trial or promotional period has expired, Pronto Home Delivery will automatically charge you the applicable Pronto Home Delivery subscriptions fee to the credit or debit card on file with Pronto Home Delivery. If you cancel your Pronto Home Delivery subscription before the free trial or promotional period has expired, Pronto Home Delivery will not charge you for the subsequent Pronto Home Delivery subscriptions term. Pronto Home Delivery may change the monthly or annual fee charged for Pronto Home Delivery subscription at any time, but any such fee change will not apply to current Pronto Home Delivery members until such time as their current subscriptions expire and their subscriptions are renewed for another term.
We may change other terms or conditions applicable to Pronto Home Delivery from time to time. Any new or renewed Pronto Home Delivery subscriptions will be subject to the terms of service active at that time and displayed when you sign up for Pronto Home Delivery. Pronto Home Delivery may also make such changes with respect to current Pronto Home Delivery subscriptions. In that case, Pronto Home Delivery will provide you with notice at checkout of the changes and when those changes will take effect. If you disagree with the changes to your current Pronto Home Delivery subscription terms of service, you may cancel your Pronto Home Delivery subscription.
Your Pronto Home Delivery subscription cannot be transferred or assigned. Pronto Home Delivery reserves the right to accept, refuse, or cancel your Pronto Home Delivery subscription at any time in its sole discretion.
- Transactions involving Alcohol
You may have the option to order alcohol products in some locations. You agree that you will comply with all applicable laws and not cause Pronto Home Delivery or any Third Party Provider (including any Retailer) to contravene any applicable laws. If you order alcohol products from a Retailer through the Services, you agree that you are of legal drinking age for purchasing, possessing, and consuming alcohol (i.e., 21 years of age or older in the United States) or agree that, upon delivery of alcohol products by the Third Party Provider, the recipient will provide valid government-issued identification which may be scanned by the Third Party Provider proving their age to the Third Party Provider delivering the alcohol products, that the recipient will not be intoxicated when receiving delivery of such products, and that alcohol has not been purchased with the intent to resell the alcohol or provide the alcohol to someone who is not of legal drinking age. You agree that if any applicable legal requirements for the delivery of alcohol are not met, Pronto Home Delivery reserves the right to cancel the alcohol-related portion of your order. Special requests or substitutions for the purchase of alcohol products will not be honored; all requests for the purchase of alcohol products must be made through the catalog available through the Services at the time of submitting the order.
- Delivery of Prescription Drug Products
In certain geographic areas, you may order prescription drug products through Pronto Home Delivery. You agree that Pronto Home Delivery is not a pharmacy and that we make no referrals or recommendations as to which pharmacies you should use for prescription processing. You also agree that you are solely responsible for the selection of the pharmacy dispensing the prescription. Pronto Home Delivery makes no warranties regarding the quality of the prescription drug products or the services provided by the pharmacy. If you have any issues with the processing of your prescription, you should contact the pharmacy directly.
You agree that, upon delivery of prescription drug products, the recipient will provide valid government-issued identification which may be scanned by the Third Party Provider proving their age to the Third Party Provider delivering the prescription drug products, that the recipient will indicate their relationship to you (if the recipient is not you), and that any prescription drug product ordered through the Services has not been purchased with the intent to resell the prescription drug product or provide the prescription drug product to someone other than to whom it is prescribed.
You also agree that Pronto Home Delivery does not provide any medical advice, diagnosis or treatment, and that that no pharmacy-patient relationship nor physician- patient relationship exists between Pronto Home Delivery and you as a result of your use of the Services. We encourage you to consult with your healthcare professional or pharmacist regarding all health-related issues.
By using the Services to order a prescription drug product for a child or other member of your household, you represent and warrant that it is your intention not to consume or use the medication but instead to transfer the medication to the ultimate consumer or user for their consumption.
IF YOU ARE HAVING A MEDICAL EMERGENCY, CALL 911 OR CONTACT YOUR LOCAL EMERGENCY ASSISTANCE SERVICE IMMEDIATELY.
- Third-party Products and Content
You agree that Pronto Home Delivery does not assume responsibility for any products, content, services, websites, advertisements, offers, or information that is provided by third parties and made available through the Services, nor does Pronto Home Delivery assume responsibility for your interactions with any Third Party Provider (including a Retailer). If you purchase, use, or access any such products, content, services, advertisements, offers, or information through the Services or you engage with any Third Party Provider, you agree that you do so at your own risk and that Pronto Home Delivery will have no liability based on such purchase, use access, or engagement.
- SERVICE PROVIDED AS-IS AND RELEASE OF CLAIMS
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” PRONTO HOME DELIVERY DISCLAIMS ALL REPRESENTATIONS, CONDITIONS, AND WARRANTIES, EXPRESS, LEGAL, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT. IN ADDITION, PRONTO HOME DELIVERY MAKES NO REPRESENTATION, WARRANTY, CONDITIONS, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES FROM RETAILERS, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. PRONTO HOME DELIVERY DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS, OR RETAILERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR ANY PRODUCTS REQUESTED BY YOU OR DELIVERED TO YOU, REMAINS SOLELY WITH YOU. THE SERVICES, WEBSITE, AND SOFTWARE ARE SUBJECT TO PERIODIC CHANGES, WHICH MAY BE MADE AT ANY TIME AND WITHOUT NOTICE TO YOU.
PRONTO HOME DELIVERY DOES NOT GUARANTEE THAT THE SERVICES, WEBSITE, AND SOFTWARE WILL OPERATE WITHOUT ERRORS OR THAT THE SERVICES, WEBSITE, AND SOFTWARE ARE FREE OF COMPUTER VIRUSES OR OTHER MALWARE. YOU AGREE THAT PRONTO HOME DELIVERY WILL NOT BE RESPONSIBLE FOR ANY ECONOMIC COSTS RELATING TO YOUR USE OF THE SERVICES, WEBSITE, OR SOFTWARE.
YOU AGREE THAT NEITHER PRONTO HOME DELIVERY NOR ITS AFFILIATES, RETAILERS, LICENSORS, OR SUPPLIERS IS RESPONSIBLE FOR THE FITNESS OR CONDUCT OF ANY THIRD PARTY PROVIDER OR FOR ANY SERVICES PROVIDED BY ANY THIRD PARTY PROVIDER. NEITHER PRONTO HOME DELIVERY NOR ITS AFFILIATES, RETAILERS, LICENSORS, OR SUPPLIERS WILL BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH THE ACTS OR OMISSIONS OF ANY THIRD PARTY PROVIDER.
If you have a dispute with one or more Retailers or Third Party Providers, you agree to release Pronto Home Delivery (including Pronto Home Delivery’s affiliates, and each of their respective officers, directors, employees, agents, shareholders, retail partners, licensors, and suppliers) from any claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes.
U.S. FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATION OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE DISCLAIMERS AND EXCLUSIONS UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
- LIMITATION OF LIABILITY
IN NO EVENT SHALL PRONTO HOME DELIVERY (INCLUDING ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, RETAIL PARTNERS, LICENSORS, AND SUPPLIERS) BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SERVICES, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, OR THESE TERMS, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF PRONTO HOME DELIVERY OR PRONTO HOME DELIVERY’S AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL PRONTO HOME DELIVERY (INCLUDING ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, RETAIL PARTNERS, LICENSORS, AND SUPPLIERS) BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY AND/OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO PHYSICAL DAMAGES, BODILY INJURY, DEATH AND/OR EMOTIONAL DISTRESS AND DISCOMFORT) ARISING OUT OF YOUR USE OF THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR ANY PRODUCTS REQUESTED BY YOU OR DELIVERED TO YOU, EVEN IF PRONTO HOME DELIVERY OR PRONTO HOME DELIVERY’S AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
PRONTO HOME DELIVERY, ITS AFFILIATES, RETAIL PARTNERS, LICENSORS, SUPPLIERS AND DISTRIBUTORS WILL NOT BE LIABLE FOR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR ANY PRODUCTS REQUESTED BY YOU OR DELIVERED TO YOU FOR MORE THAN THE GREATER OF $100 OR THE AMOUNTS PAID BY YOU TO PRONTO HOME DELIVERY DURING THE PAST 12 MONTHS IN CONNECTION WITH THE SERVICES.
U.S. FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATION OF CERTAIN LIABILITIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE EXCLUSIONS AND LIMITATIONS UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
- Indemnification
You agree to defend, indemnify and hold harmless Pronto Home Delivery and its officers, directors, employees, agents, shareholders, affiliates, and retail partners (each, an “Indemnified Party”) from and against any losses, claims, actions, costs, damages, penalties, fines and expenses, including without limitation attorneys’ and experts’ fees and expenses, that may be incurred by an Indemnified Party arising out of, relating to or resulting from: (i) your unauthorized use of the Services or from any breach by you of these Terms, including without limitation any actual or alleged violation of any law, rule or regulation; (ii) any third party’s access or use of the Services using your Pronto Home Delivery user account; or (iii) any dispute or issue between you and any third party, including without limitation any Retailer or other Third Party Provider.
- Disputes & Arbitration
This Section 13 (the “Arbitration Agreement”) applies to and governs any dispute, controversy, or claim between you and Pronto Home Delivery that arises out of or relates to: (a) these Terms, including the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability thereof; (b) access to or use of the Services, including receipt of any advertising or marketing communications; (c) any transactions through, by, or using the Services, including any goods or services purchased or sold through, by, or using the Services; or (d) any other aspect of your relationship or transactions with Pronto Home Delivery as a consumer.
Before initiating proceedings against Pronto Home Delivery, you agree to contact Pronto Home Delivery first and attempt to work out any such dispute amicably.
For residents of the United States, you agree to the following mandatory arbitration provisions:
Mandatory Arbitration: If we’re unable to work out a solution amicably, both you and Pronto Home Delivery agree to resolve through binding arbitration, rather than in court, any dispute, controversy, or claim arising at any time out of or relating to: (i) these Terms, including the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability thereof; (ii) access to or use of the Services, including receipt of any advertising or marketing communications; (iii) any transactions through, by, or using the Services, including any goods or services purchased or sold through, by, or using the Services; or (iv) any other aspect of your relationship or transactions with Pronto Home Delivery as a consumer.
Notwithstanding this mandatory arbitration provision, (a) you may assert claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis, and (b) you and Pronto Home Delivery each retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement of a party’s intellectual property rights.
This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of these Terms.
The Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), governs the interpretation and enforcement of this Arbitration Agreement and preempts all state laws to the fullest extent permitted by law. If the FAA is found to not apply to any issue that arises from or relates to this Arbitration Agreement, then that issue shall be resolved under and governed by the law of the claimant’s state of residence.
TRIAL BY JURY WAIVER: BY ENTERING INTO THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT, WITH RESPECT TO ANY CLAIM(S) WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT, YOU AND PRONTO HOME DELIVERY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY.
CLASS, COLLECTIVE, REPRESENTATIVE ACTION WAIVER: BY ENTERING INTO THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT, WITH RESPECT TO ANY CLAIM(S) WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT, YOU AND PRONTO HOME DELIVERY ARE EACH WAIVING THE RIGHT TO BRING, JOIN, OR PARTICIPATE IN, EITHER AS A PLAINTIFF OR CLASS MEMBER, IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION OR PROCEEDING. YOU ALSO ACKNOWLEDGE AND AGREE THAT, UNLESS YOU AND PRONTO HOME DELIVERY OTHERWISE AGREE IN WRITING, ANY ARBITRATION OF ANY CLAIM(S) WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. YOU FURTHER ACKNOWLEDGE THAT THE ARBITRATOR MAY AWARD RELIEF ONLY IN YOUR FAVOR AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY YOUR INDIVIDUAL CLAIM(S), AND ANY RELIEF AWARDED CANNOT AFFECT OTHER PRONTO HOME DELIVERY USERS. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS OR ENGAGE IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ARBITRATION.
Opt-out of Mandatory Arbitration: You can reject and opt-out of this Arbitration Agreement within 30 days of first accepting these Terms by emailing Pronto Home Delivery at [email protected] with your first and last name and the email address associated with your account and stating your intent to opt-out of the Arbitration Agreement. Note that opting out of this Arbitration Agreement does not affect any other part of these Terms, including the provisions regarding controlling law or in which courts any disputes must be brought.
The Parties agree to submit to the jurisdiction of a single neutral arbitrator (the “Arbitrator”) selected in accordance with the Rules. The Arbitrator will decide the rights and liabilities, if any, of you and Pronto Home Delivery. The Arbitrator will have the authority to award the same damages and relief on an individual basis that a judge in a court of law can award to an individual. The Arbitrator shall follow the applicable law. The Arbitrator’s decision is final and binding on you and Pronto Home Delivery.
You and Pronto Home Delivery agree that the Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, unconscionability, or estoppel.
The arbitration will be held in the United States county where you live or use the Services, or a location you and Pronto Home Delivery mutually agree upon in writing. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Pronto Home Delivery submit to the arbitrator, unless the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the Rules.
The Rules will govern the payment of all filing, administrative or arbitrator fees (“Arbitration Fees”) and each party will be responsible for their own Arbitration Fees under those Rules or to the maximum extent permitted by law.
If this Arbitration Agreement is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, shall be severed. Severance of the void, unenforceable, or unlawful provision, in whole or in part, shall have no impact on the remaining provisions of the Arbitration Agreement, which shall remain in force, or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement. Notwithstanding the foregoing, if the Class, Collective, Representative Action Waiver above is found to be void, unenforceable, or unlawful, in whole or in part, because it would prevent you from seeking public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from arbitration and may be litigated in a civil court of competent jurisdiction. All other claims for relief subject to arbitration under this Arbitration Agreement shall be arbitrated under its terms, and the parties agree that litigation of any dispute regarding the entitlement to public injunctive relief shall be stayed pending the outcome of any individual claims in arbitration.
- Termination
You can stop using the Services at any time and without notice to us. Similarly, Pronto Home Delivery may terminate access to the Services to you or any other users or stop offering the all or part of the Services at any time without notice. In the event of Termination, Section 1 and Sections 4-19 survive and continue to apply to you.
- Controlling Law
To the extent permitted by applicable law, these Terms will be governed by the laws of the State of Delaware for residents of the United States, without respect to its conflicts of laws principles, except the Arbitration Agreement, which is governed by the laws outlined in Section 13 of these Terms. To the extent permitted by applicable law, any claims arising out of or relating to these Terms or use of the Services that are not subject to Section 13 (Disputes & Arbitration) of these Terms shall be brought exclusively in the federal or state courts of New Castle County, Delaware, USA, for the residents of the United States, and you and Pronto Home Delivery consent to the personal jurisdiction of those courts.
- Entire Agreement & Severability
These Terms, subject to any amendments, modifications, or additional agreements you enter into with Pronto Home Delivery, shall constitute the entire agreement between you and Pronto Home Delivery with respect to the Services and any use of the Services. If any provision of these Terms is found to be invalid by a court competent jurisdiction, that provision only will be limited to the minimum extent necessary and the remaining provisions will remain in full force and effect.
- No Waiver
Pronto Home Delivery’s failure to monitor or enforce a provision of these Terms does not constitute a waiver of its right to do so in the future with respect to that provision, any other provision, or these Terms as a whole.
- Assignment
You may not assign any of your rights, licenses, or obligations under these Terms. Any such attempt at assignment by you shall be void. Pronto Home Delivery may assign its rights, licenses, and obligations under these Terms without limitation.
- Changes to the Terms
We may make changes to these Terms from time to time. When Pronto Home Delivery does so, Pronto Home Delivery will post the most current version of the Terms on Pronto Home Delivery’s website and, if a revision to the Terms is material, Pronto Home Delivery will notify you of the new Terms (for example, by email or a notification on the Services). Changes to these terms will not apply retroactively. If you do not agree to the modified terms, you should discontinue your use of the Services.
- Copyright and Trademark Policy
Pronto Home Delivery respects the intellectual property rights of others and has implemented a copyright and trademark policy in accordance with the Digital Millennium Copyright Act and other relevant laws. Pronto Home Delivery will respond to valid notices of copyright or trademark infringement and reserves the right to terminate any users, at Pronto Home Delivery’s sole discretion and without notice, who repeatedly infringe copyrights or other intellectual property rights.
If you believe any content posted or made available on the Services constitutes infringement of your copyright rights, you may send a written notice of infringement to Pronto Home Delivery’s designated Copyright Agent using the contact information listed below. In your notice, please specify the nature of the copyright infringement and include the following information: (a) an electronic or physical signature of the owner of the copyright in question or a person authorized to act on behalf of the owner of the copyright; (b) a description of the claimed infringing material as well as identification of the claimed infringing material, including the location of such material on the Services (e.g., the URL of the claimed infringing material if applicable or other means by which Pronto Home Delivery may locate the material); (c) complete contact information, including the name of the owner of the copyright and your name, title, address, telephone number, and email address; (d) a statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (e) a statement, made under penalty of perjury, that the information provided in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner.
Pronto Home Delivery
ATTN: Copyright Agent
2010 El Camino Real PMB 3037,
Santa Clara, CA 95050
If you believe any content posted or made available on the Services constitutes infringement of your trademark rights, you may also send your notice to Pronto Home Delivery’s designated Copyright Agent using the contact information listed above. Please include as much detail as possible so that we may respond to your notice in a timely manner, including but not limited to description(s) of your trademark(s), your trademark registration number(s), description(s) of the products allegedly using your trademark(s) without authorization, and the location of such allegedly infringing product(s).
- Contact Information
If you have any questions, or comments about these Terms please contact Pronto Home Delivery at:
Pronto Home Delivery
2010 El Camino Real PMB 3037, Santa Clara, CA 95050
[email protected] or (248) 266-2766